Common use of Foreign Subscriber Clause in Contracts

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the Units; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the Units. Such Subscriber’s subscription and payment for, and his or her continued beneficial ownership of the Units, will not violate any applicable securities or other laws of the Subscriber’s jurisdiction.

Appears in 9 contracts

Samples: Subscription Agreement (Koffee Korner Inc.), Subscription Agreement (Online-Redefined, Inc.), Subscription Agreement (Noble Medical Technologies, Inc.)

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Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Securities comprising the Units or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the Units; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsSecurities. Such Subscriber’s 's subscription and payment for, and his or her continued beneficial ownership of the UnitsSecurities, will not violate any applicable securities or other laws of the Subscriber’s 's jurisdiction.

Appears in 8 contracts

Samples: Private Placement Subscription Agreement (Comdial Corp), Private Placement Subscription Agreement (Priddy Robert L), Private Placement Subscription Agreement (Comdial Corp)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the Units; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the Units. Such Subscriber’s 's subscription and payment for, and his or her continued beneficial ownership of the Units, will not violate any applicable securities or other laws of the Subscriber’s 's jurisdiction.

Appears in 3 contracts

Samples: Subscription Agreement (Securecare Technologies Inc), Subscription Agreement (Securecare Technologies Inc), Subscription Agreement (Securecare Technologies Inc)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units Shares or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the UnitsShares; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsShares. Such Subscriber’s subscription and payment for, and his or her continued beneficial ownership of the UnitsShares, will not violate any applicable securities Shares or other laws of the Subscriber’s jurisdiction.

Appears in 2 contracts

Samples: Subscription Agreement (NightFood Holdings, Inc.), Subscription Agreement (NightFood Holdings, Inc.)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units Securities or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the UnitsSecurities; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsSecurities. Such Subscriber’s subscription and payment for, and his or her its continued beneficial ownership of the UnitsSecurities, will not violate any applicable securities or other laws of the Subscriber’s jurisdiction.

Appears in 2 contracts

Samples: Subscription Agreement (SmartMetric, Inc.), Subscription Agreement (SmartMetric, Inc.)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units Shares or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the UnitsShares; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsShares. Such Subscriber’s 's subscription and payment for, and his or her its continued beneficial ownership of the UnitsShares, will not violate any applicable securities or other laws of the Subscriber’s 's jurisdiction.

Appears in 2 contracts

Samples: Subscription Agreement (Digicorp), Subscription Agreement (Tasty Fries Inc)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Securities comprising the Units or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the Units; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsSecurities. Such Subscriber’s subscription and payment for, and his or her continued beneficial ownership of the UnitsSecurities, will not violate any applicable securities or other laws of the Subscriber’s jurisdiction.

Appears in 2 contracts

Samples: Bridge Financing Subscription Agreement (Comdial Corp), Intraware Inc

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the Units; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsSecurities. Such Subscriber’s subscription and payment for, and his or her its continued beneficial ownership of the UnitsSecurities, will not violate any applicable securities or other laws of the Subscriber’s jurisdiction.

Appears in 2 contracts

Samples: Subscription Agreement (SANUWAVE Health, Inc.), Subscription Agreement (SANUWAVE Health, Inc.)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Shares comprising the Units or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the Units; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities Shares comprising the Units. Such Subscriber’s 's subscription and payment for, and his or her continued beneficial ownership of the UnitsSecurities, will not violate any applicable securities or other laws of the Subscriber’s 's jurisdiction.

Appears in 2 contracts

Samples: Subscription Agreement (Eb2b Commerce Inc /Ny/), Subscription Agreement (Eb2b Commerce Inc /Ny/)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units Securities or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the UnitsSecurities; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsSecurities. Such Subscriber’s 's subscription and payment for, and his or her its continued beneficial ownership of the UnitsSecurities, will not violate any applicable securities or other laws of the Subscriber’s 's jurisdiction.

Appears in 2 contracts

Samples: Subscription Agreement (Digicorp), Subscription Agreement (Patient Safety Technologies, Inc)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units Shares or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the UnitsShares; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsShares. Such Subscriber’s subscription and payment for, and his or her continued beneficial ownership of the UnitsShares, will not violate any applicable securities or other laws of the Subscriber’s jurisdiction.

Appears in 1 contract

Samples: Subscription Agreement (Elite Performance Holding Corp)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Shares comprising the Units or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the Units; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities Shares comprising the Units. Such Subscriber’s subscription and payment for, and his or her continued beneficial ownership of the UnitsSecurities, will not violate any applicable securities or other laws of the Subscriber’s jurisdiction.

Appears in 1 contract

Samples: Subscription Agreement (Speedemissions Inc)

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Foreign Subscriber. If the Subscriber is not a United States personcitizen, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units Shares or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the UnitsSecurities; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsSecurities. Such Subscriber’s subscription and payment for, and his or her continued beneficial ownership of the UnitsSecurities, will not violate any applicable securities or other laws of the Subscriber’s jurisdiction.

Appears in 1 contract

Samples: Subscription Agreement (Cornerworld Corp)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units Shares or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the UnitsShares; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsShares. Such Subscriber’s subscription and payment for, and his or her continued beneficial ownership of the UnitsShares, will not violate any applicable securities or other laws of the Subscriber’s jurisdiction.

Appears in 1 contract

Samples: Subscription Agreement (Averion International Corp.)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units notes or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the UnitsNotes; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsSecurities. Such Subscriber’s subscription and payment for, and his or her its continued beneficial ownership of the UnitsSecurities, will not violate any applicable securities or other laws of the Subscriber’s jurisdiction.

Appears in 1 contract

Samples: Subscription Agreement (SANUWAVE Health, Inc.)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Securities comprising the Units or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the Units; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities Securities comprising the Units. Such Subscriber’s subscription and payment for, and his or her continued beneficial ownership of the UnitsSecurities, will not violate any applicable securities or other laws of the Subscriber’s jurisdiction.

Appears in 1 contract

Samples: Subscription Agreement (Magic Lantern Group Inc)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Securities comprising the Units or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the Units; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities Securities comprising the Units. Such Subscriber’s 's subscription and payment for, and his or her continued beneficial ownership of the UnitsSecurities, will not violate any applicable securities or other laws of the Subscriber’s 's jurisdiction.

Appears in 1 contract

Samples: Subscription Agreement (Icts International N V)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units Shares or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the UnitsShares; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsShares. Such Subscriber’s subscription and payment for, and his or her its continued beneficial ownership of the UnitsShares, will not violate any applicable securities or other laws of the Subscriber’s jurisdiction.

Appears in 1 contract

Samples: Subscription Agreement (Quantum Computing Inc.)

Foreign Subscriber. If the Subscriber is not a United States person, such Subscriber hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Units Notes or any use of this Subscription Agreement, including: (a) the legal requirements within its jurisdiction for the purchase of the UnitsNotes; (b) any foreign exchange restrictions applicable to such purchase; (c) any governmental or other consents that may need to be obtained; and (d) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the securities comprising the UnitsNotes. Such Subscriber’s 's subscription and payment for, and his or her continued beneficial ownership of the UnitsSecurities, will not violate any applicable securities or other laws of the Subscriber’s 's jurisdiction.

Appears in 1 contract

Samples: Subscription Agreement (Eb2b Commerce Inc /Ny/)

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